A/N: So I was thinking about Kai and Korra, and how they are very much alike. Taking into consideration that Korra saved Kai from being arrested, he probably instantly felt a closeness to her. Older!Kai, friendship!Kaiorra and a exploration of Kai's character as an orphan. Mentions of Kainora; but there's really no pairing for this story.


"Great practice today, Kai," Korra shouted across the field; her exhaustion so visible on her face, he could see the sweat drip down her brow from where he stood. She waved both her arms up to catch his attention.

Kai kicked the ball up from the ground and caught it in his arms; the ball blocking her floating form from his eyes momentarily, before she suddenly appeared in front of him.

"I wouldn't really call it training, per se," he replied with a smirk. "Playing airball doesn't really count as a learning session, does it? It was way too enjoyable."

She shrugged her shoulders. "Hey," she dismissed. She pressed stable hands on her hips and stretched the taunt muscles of her torso backwards and then forwards. "It integrates airbending, patience, and practice."

Korra brought a finger up to her lips teasingly, "And what Tenzin doesn't know, won't hurt him."

A hum echoed behind his throat.

The Avatar elbowed his side, his own flinching form assuring her that their game surely did challenge him in the very least.

Korra walked to the side of the field and grabbed the two bottles on the grass. She threw one to him as she plopped herself on the ground.

She sipped the drink generously, a loud pop and a sigh of approval echoing in his ears. She pointed a strong finger at him, "I've got big plans for you."

He hummed a sound that told her to continue.

"You're gonna be big, okay? A bigger probending star than me, Mako and Bolin all were. With these new airbenders, I'm sure they'd have enough to add an airbender in as a fourth member. I see it. It's gonna happen. You're just so talented! "

Kai grinned back at her, his teeth wide and white, "Always a tone of surprise."

She chuckled, "Alright," she said, swinging a hand in his direction, "We're celebrating. Take a quick break, shower, eat, and be back here in an hour. Bolin wants to watch that new mover in town. Tenzin said it'd be fine if Jinora came along, too."

The airbender clicked his teeth, his eyes narrowing, "Stop that."

"Stop what?" she shrugged knowingly, her own feet dancing slightly, as she turned her head to the side, "I'm just saying, if another so called airbender by the name of, I don't know, Jinora, were to come along, and me, Mako, Bo, and Asami just so happened to change our mind about what mover we wanted to watch, but you guys - just so happened to really want to watch that other mover; I mean we'd be terrible guardians if we forced you to watch something you wouldn't like."

Korra snapped her fingers, "Ah well, we'd just have to leave you two alone to watch that mover by yourselves. You guy's will have to suffer through it. It'll have to be a sacrifice you'll have to make.

Kai sighed, "What am I ever going to do with you?"

Korra laughed, "Alright, now go on, go on, and don't forget to pick up the balls we got stuck in those trees, Tenzin said he wanted to me to teach you something with them. And don't forget, one hour."

"Yeah, yeah," he said making his way to the field, an arm raised behind him.

He stopped, knitting his brows in thought.

He almost forgot to ask.

What type of movies did girls like anyway?

His lips thinned into a straight line. Korra was a girl right? Maybe he could ask her?

"Mom - do you mind if -" Kai's voice broke, his airbending staff crashing to the ground the exact moment the sentence slipped his tongue. He stood frozen; thanking the spirits that his back, at the very least, was to the Avatar.

An uneasy silence twined with the wind and blew past their bodies; his arm still in a cupping hold where the staff was supposed to be.

He could feel the growing slickness of sweat and curious blue eyes settle against the nape of his neck and yellow collar.

"I - I - I," he stuttered at the Avatar, his face blushing a deep red, "I didn't mean that, I - I."

He coughed out a forced chuckle, as he tried to explain himself; his voice coming off more strained than natural, "Did - did, did I say mom?" He nervously chuckled, turning around to face her titled face. "I meant 'mommmmmmore.'"

She nodded slowly and arched an eyebrow. "'More?'"

"I meant more popcorn at the movies," he muttered in clarification, eyeing her with his side eye. "For Jinora, cause Jinora likes popcorn, and I like Jinora. So…more…"

"Of the popcorn?" she asked, arching an eyebrow up.

He gulped and nodded.

"Right…"

When she crossed her arms, he became frazzled, "Because - because, why would I think of you as a mother figure, of course just because you act like it, and look alot like her, doesn't mean I'd ever — think of you as a," Kai stammered in an unending ramble.

He turned his head away from her; stomping stiffly off the field, only to be stopped by a gentle hand on his shoulder.

"Kai?" Korra asked, her towering figure over him, "Is there something you want to tell me? Do you want to talk about it?"

"No," he said, turning around and following her arm's direction. He bowed his head and pushed his bottom lip out. "I don't need parents. I went through fifteen years without them, and I'm doing just fine on my own. I don't need a mom. I've never had one, so why would I need one now?"

Korra smiled softly at him as she got down on one knee. She took his wrist and peered up under the shade of his bangs, "Alright. But I'm always here for you, okay?"

It had been five years since he became a airbender, five years since he moved to the Air Temples; five years since he's been part of a family; five years since he felt complete; five years since he figured out what true happiness really was.

She was about to stand up before he shook his head, "No wait."

He swallowed, "Okay, fine - the truth?" He straightened his chest out and took a deep breath, her eyes attentive as they stared into his own, "You're the closest thing I've ever had to a real mom. I mean Ms. Pema is nice and all, but I feel like you're the one that really gets me."

His eyes fluttered away when she smiled back.

"You see, I've never met my mom," he continued, withdrawing his hands from hers as he shuffled the pockets of his airbending cloaks, "I've only seen her in a picture. And It's sort of faded and unfocused."

He unwrapped the yellow flap of his uniform; and pulled out an old, dainty, faded gray picture and handed it to her.

In the picture, a beautiful umber skinned woman was holding a small baby in a bundled blanket. The woman looked at the child with wonder and expectation. There was a small patch of hair peaking from the blanket that cradled the baby's head.

"You give me that look sometimes, too. Like I'm someone, like I'm important. That I'm worth a damn," he murmured, staring at the picture.

"They say I'm just like her. I'd like to take that as a compliment. They said she was strong and brave," he continued, "Independent and funny; all her own, you know? I never met her, but sometimes, I feel like if I'd did, she'd probably be alot like you," he admitted.

Korra tilted her head, tears forming at the corners of her eyes as her thumb ran along the baby's face, "Well," she said softly, standing up and looking into the older boy's face; her eyes tracing along his handsome features.

Where did the time go? When did he grow up so fast?

"I'm sure if she was here, Kai. She'd be so proud."

He gave a watery smile.

"Thank you for telling me all of this, " she said, grabbing his wrist again, and holding him tight, "You're very special. I never had a doubt in my mind that, there'd be something great in you. I'm happy you think of me in this way."

He kicked the floor, "I know it's really sappy and all, but if it weren't for you, I'd probably still be in prison. So uh," he scratched the back of his head, "Thanks - you know, for giving me a chance to change."

He hugged her; burying his face into the crook of her neck; his mind going back to the time when he was ten years old and his head barely reached her chest. .

Although Kai never met his mom, he knew having Korra in his life, was the next best thing.

He wouldn't want it any other way.